Teneo AI raises approximately SEK 74 million in the rights issue

Final outcome
The Rights Issue is comprised of 1,479,432,720 shares, of which 745,445,106 shares, corresponding to approximately 50.4 percent of the Rights Issue, have been subscribed for with the support of subscription rights. Additionally, 16,979,936 shares have been subscribed for without the support of subscription rights, corresponding to approximately 1.1 percent of the Rights Issue. Consequently, the Rights Issue is subscribed to approximately 51.5 percent with and without the support of subscription rights. Guarantee commitments of 717,007,678 shares, corresponding to approximately 48.5 percent of the Rights Issue, will be utilized. The Rights Issue will provide the Company with proceeds of approximately SEK 74 million before deduction of costs related to the Rights Issue.

The last day of trading in paid subscribed shares (Sw. BTA) is expected to be on 10 September 2026. The new shares subscribed for with and without the support of subscription rights are expected to be traded on Nasdaq First North Growth Market as from 16 September 2026.

Notice of allotment
Notice of allotment to the persons who subscribed for shares without the support of subscription rights is expected to be distributed on 4 September 2026. Subscribed and allotted shares shall be paid in cash in accordance with the instructions on the settlement note sent to the subscriber. Subscribers who have subscribed through a nominee will receive notification of allocation in accordance with their respective nominee's procedures. Only those who have been allotted shares will be notified.

Number of shares and share capital
After registration of the Rights Issue with the Swedish Companies Registration Office, the Company's share capital will increase by SEK 1,500,000.00, from SEK 500,000.00 to SEK 153,237,217.46,¹ and the number of shares in the Company will increase by 1,479,432,720, from 493,144,240 to 1,972,576,960 shares. For existing shareholders who do not participate in the Rights Issue, this means a dilution effect of approximately 75 percent.

In the event that the guarantor in the Rights Issue chooses to receive the entire guarantee fee in the form of shares, the maximum number of shares will increase by a maximum of 142,920,000, from 1,972,576,960 to a maximum of 2,115,496,960 and the share capital will increase by a maximum of SEK 7,045,241.40, from SEK 153,237,217.46 to a maximum of SEK 160,282,458.86. The guarantor shall notify the Company no later than two (2) days after the Company's announcement of the final outcome of the Rights Issue whether the guarantee consideration shall be paid in cash, in the form of newly issued shares or a mix thereof.

Advisers
Pareto Securities AB is acting as Sole Manager and Bookrunner. Advokatfirman Schjødt is acting as legal adviser to the Company, and Advokatfirman Lindahl KB is acting as legal adviser to Pareto Securities AB in connection with the Rights Issue.

For further information, please contact:
Per Ottosson, CEO, Teneo AI AB
E-mail: [email protected]

Important information
The information contained in this press release may not be released, published or distributed, directly or indirectly, in or into the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore or South Africa, or in any other country or jurisdiction where such release, publication or distribution would be unlawful or would require a prospectus, additional offering documentation, registration or any other measures other than those required under Swedish law.

This press release is for information purposes only and does not constitute an offer to sell or issue, or a solicitation of an offer to purchase or subscribe for, any of the securities described herein (together, the "Securities") or any other financial instruments in Teneo AI AB (publ) ("Teneo"). No reliance should be placed on the information contained in this press release or on its accuracy or completeness. The offers will not be made to, and subscription forms will not be accepted from, subscribers (including shareholders), or persons acting on behalf of subscribers, in any jurisdiction where such subscriptions would be in breach of applicable laws or regulations or would require a prospectus, additional offering documentation, registration or any other measures other than those required under Swedish law. Any action in violation of these restrictions may constitute a breach of applicable securities laws.

None of the Securities have been or will be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or under the securities laws of any state or other jurisdiction of the United States, and may not be offered, pledged, sold, delivered or otherwise transferred, directly or indirectly, except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any other applicable securities laws. No public offering of any of the Securities will be made in the United States.

In the United Kingdom, this press release is directed only at and communicated only to persons who are "qualified investors" (as defined in Article 15 of Schedule 1 to the Public Offers and Admissions to Trading Regulations 2024) and who: (i) have professional experience in matters relating to investments and fall within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"); (ii) are high net worth entities falling within Article 49(2)(a)–(d) of the Order; or (iii) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of Section 21 of the Financial Services and Markets Act 2000) may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as "Relevant Persons"). Persons in the United Kingdom who are not Relevant Persons must not act on or rely on the information contained in this press release or use it as the basis for any action. In the United Kingdom, any investment or investment activity to which this press release relates is available only to, and will be engaged in only with, Relevant Persons. Persons who are not Relevant Persons should not act or rely on this press release or any of its contents.

This press release contains certain information that reflects Teneo's current views on future events and financial and operational performance. Words such as "intend", "believe", "expect", "may", "plan", "estimate" and other expressions that indicate or predict future developments or trends, and which are not based on historical facts, constitute forward-looking statements and reflect Teneo's beliefs and expectations. Such statements involve a number of risks, uncertainties and assumptions that could cause actual events and results to differ materially from any anticipated future events or performance expressed or implied by such forward-looking statements. The information contained in this press release is subject to change without notice and, except as required by applicable law, Teneo assumes no responsibility or obligation to publicly update or review any forward-looking statements contained herein, nor does it intend to do so. Readers should not place undue reliance on forward-looking statements, which speak only as of the date of this press release. As a result of these risks, uncertainties and assumptions, you should not place undue reliance on such forward-looking statements, which speak only as of the date of this press release.

¹ In accordance with a resolution passed at the 2026 Annual General Meeting, a bonus issue of SEK 151,237,217.461399 is being carried out with the aim of restoring the share capital following the Rights Issue.